You (“you” or “your”) acknowledge your receipt and agreement to the Terms and Conditions set forth below, which govern the Club CHI Rewards Program (the “Program”) offered by Farouk Systems, Inc. (“Company”). You and Company are referred to throughout the Terms and Conditions individually as “party” and collectively as “the parties”. You agree as follows:
You may enroll in the Program by completing the online Membership Agreement Application located at www.Farouk.com. You agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Program enrollment form, and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any registration or other information that is untrue, inaccurate, not current or incomplete, or if Company, in its sole discretion, suspects that such information is untrue, inaccurate, not current or incomplete, Company has the right to suspend, terminate, or refuse your current or future use of the Program. Upon Company’s request, you agree to sign a non–electronic version of these Terms and Conditions.
After you enroll in the Program, amounts you spend on purchases of Company products will be credited to your account in the form of points on the following schedule:
|Participation Levels||$US Spent Per Year||Points Per $US Spent|
You may redeem your points for Company products and educational classes. Additional information about the structure and operation of the Program, including potential bonus points, redemption procedures, and other issues may be set forth in the Club CHI Rewards brochure, the Frequently Asked Questions, or other information disseminated to members of the Program either in person, by mail, by email, or on the website www.Farouk.com. All such materials are incorporated in their entirety into these Terms and Conditions.
Company reserves the right to modify any of these Terms and Conditions including the qualified purchases, the amount of the points, and any of the options available to you at any time, with or without notice, even though these changes may affect your ability to accrue or use points. Your initial or continued participation in the Program constitutes your acceptance of any changes to these Terms and Conditions. You are responsible for remaining knowledgeable of any changes that Company makes to these Terms and Conditions. The most current version of these Terms and Conditions will be available at www.Farouk.com and will supersede all previous versions of these Terms and Conditions. Company reserves the right to terminate the Program at any time, for any reason, with or without notice, even though termination may affect your ability to accrue or use your points.
4.1 You agree not to impersonate any person or entity using the Program, and not to upload, post, email, or otherwise transmit any material that contains software viruses, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment used by the Program.
4.2 You agree not to spam or flood the Site or service, or remove any copyright, trademark, or other proprietary rights notices contained on the Site.
4.3 You also agree not to use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Site or service or its contents, or otherwise interfere with, or disrupt, the Program or servers or networks connected to the Site, or violate the TOC or any requirements, procedures, policies or regulations of the Program, or of any networks connected to it.
4.4 You agree not to intentionally or unintentionally violate any applicable local, state, national or international statutes, regulations, regulatory guidelines and judicial or administrative interpretations, or any rules or requirements established by Amtrak (all of which shall constitute “Applicable Law”) in connection with your use of the Program.
4.4 Company reserves the right to close your membership and end your participation in the Program if you engage in any fraudulent activity or use the Program in a manner inconsistent with these Terms and Conditions or any federal, state or local laws, statutes, regulations, or ordinances.
4.5 Discontinued membership may result in the loss of all points earned but not yet issued and points issued but not yet redeemed. In addition to discontinued membership, Company shall have the right to take appropriate administrative or legal action, including criminal prosecution, as it deems necessary in its sole discretion, and you will not be permitted to participate in the Program in the future.
The Federal Arbitration Act shall govern the interpretation, enforcement, and all proceedings relating in any way to the Program as between Company and you. You consent to the resolution by final, binding arbitration of all claims, disputes, controversies, cases, or other actions (“claims”), past, present or future, that you may have against Company and its parent, subsidiary, employees, agents, attorneys, officers, and affiliated entities and all successors and assigns of any of them, arising out of or in any way related to your enrollment or participation in, or transactions involving, the Program, including, but not limited to, your earning and redemption of points, acquisition and use of merchandise or educational classes with earned points, and any transaction relating in any way to the Program. You agree that all claims against Company must be brought in your individual capacity. There will be no right or authority for any claim to be brought, heard, or arbitrated as a class action, collective action or as a representative proceeding against Company, and the arbitrator may not consolidate more than one person’s claims (“Class Action Waiver”). Regardless of anything else in the these Terms and Conditions or any rules or procedures that might otherwise be applicable by virtue of the Terms and Conditions or by virtue of any arbitration organization rules or procedures that now or hereafter apply, the interpretation, applicability, enforceability or formation of this Class Action Waiver, including, but not limited to any claim that all or part of this Class Action Waiver is void or voidable, may be determined only by the United States District Court for the Eastern District of Texas or the state courts in Harris County, Texas, and not by an arbitrator. Notwithstanding any other clause contained in the Terms and Conditions, this clause entitled Class Action Waiver shall not be severable from the Program in any case in which the dispute to be arbitrated is brought as a class or collective action or a representative proceeding.
6.1 Company and its partners, parents, subsidiaries, employees, agents, attorneys, officers, and affiliated entities and all successors and assigns of any of them (“Releasees”) are not responsible for incorrect or inaccurate transcription of information, for problems related to any of the equipment or programming associated with the Program, for any human error, for any interruption, deletion, omission, defect, or line failure of any telephone network or electronic transmission, for problems relating to computer equipment, software, inability to access the rules or online service, or for any other technical or non-technical error or malfunction. In the event of a printing error or problem with any items obtained through redemption of points, Releasees shall not have any liability to you or any third party. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL ANY OF THE RELEASEES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM THE PROGRAM, OR MERCHANDISE OBTAINED BY REDEMPTION OF POINTS EARNED IN THE PROGRAM, EVEN IF ANY OR ALL OF THE FOREGOING OR ANY OF THEIR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF COMPANY IMPROPERLY DENIES YOU ANY POINTS, LIABILITY WILL BE LIMITED TO THE EQUIVALENT AMOUNT OF THE POINTS OR One Hundred Dollars ($100.00), WHICHEVER IS LESS. BY PARTICIPATING IN THE PROGRAM, YOU WAIVE ANY AND ALL RIGHTS TO BRING ANY CLAIM OR ACTION RELATED TO SUCH MATTERS BEYOND NINETY (90) DAYS AFTER THE FIRST OCCURRENCE OF THE KIND OF ACT, EVENT, CONDITION OR OMISSION UPON WHICH THE CLAIM OR ACTION IS BASED.
6.2 THE WEBSITE OF THE PROGRAM, THE MATERIALS ON IT, AND ANY PRODUCT OR SERVICE OBTAINED OR ACCESSED THROUGH IT ARE PROVIDED “AS IS” AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, SUPPLIERS, ADVERTISERS, ATTORNEYS, SUBSIDIARIES, PARTNERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, NON–INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES RELATING TO THE ADEQUACY, ACCURACY OR COMPLETENESS OF ANY INFORMATION ON THE SITE AS IT RELATES TO THE PROGRAM. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you and may not apply to certain products. AMTRAK AND ITS AFFILIATES, SUPPLIERS, AGENTS AND SPONSORS DO NOT WARRANT THAT YOUR USE OF THE WEBSITE OF THE PROGRAM WILL BE UNINTERRUPTED, ERROR–FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER(S) ON WHICH THE WEBSITE IS HOSTED ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL TELEPHONE, COMPUTER HARDWARE, AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE THE WEBSITE OF THE PROGRAM, AND ALL CHARGES RELATED THERETO. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE WEBSITE OF THE PROGRAM AND YOUR RELIANCE THEREON.
7.1 Points are not your property and may be revoked by Company at any time as set forth herein. Points may not be sold, transferred or assigned, as part of a domestic relations matter or otherwise by operation of law, and are not transferable upon death.
7.2 Your member information will not be sold or rented to any company outside of Company and its affiliated companies.
7.3 All questions or disputes regarding eligibility for the Program, earning or redemption of points, or your compliance with these Terms and Conditions will be resolved by Company in its sole discretion.
7.4 These Terms and Conditions constitute the entire agreement between Company and you. They supersede all prior or other arrangements, understandings, negotiations and discussions, whether oral or written related to the subject matter herein. No waiver of any of the provisions of these Terms and Conditions shall be deemed or shall constitute a waiver of any other provisions hereof, nor shall a waiver constitute a continuing waiver unless otherwise expressly provided.
7.5 If any provision of these Terms and Conditions is found to be invalid or unenforceable, such provision shall be severed from the remainder of these Terms and Conditions, which will otherwise remain in full force and effect.
7.6 If your earning or redemption of points is subject to income or other taxes, you are solely responsible for payment of such taxes.
7.7 Except as otherwise provided, the Program is only open to individual participants and not corporations or businesses. Pooling of points or using another individual’s account is considered fraudulent and may result in the loss of all points.
7.8 Each Member is responsible for remaining knowledgeable as to these Terms and Conditions and as to the number of points in his or her account.
7.9 Notices to you may be made via either email or regular mail to any address in a your account profile or other information that you have provided to Company in connection with the Program. You also may be notified of changes to these Terms and Conditions or other matters on www.Farouk.com .
7.10 You represent to Company that you are of sufficient legal age to use the Program and to create binding legal obligations for any liability you may incur as a result of your use of the Program.
7.11 You agree to indemnify, defend and hold Company and its officers, directors, employees, agents, attorneys, subsidiaries, partners, and representatives harmless from and against any and all claims, damages, losses, costs, reasonable attorneys’ fees, and other expenses that arise directly or indirectly out of or from (a) your breach of these Terms and Conditions; (b) any allegation that any materials you submit to Company or transmit to the website of the Program, or otherwise, violate the copyright, trademark, patent, trade secret, or other intellectual property or other rights of any third party, or (c) your activities in connection with the website of the Program or any services related to that website.
7.12 In the event any dispute between the parties is not decided by binding arbitration as set forth in Section 5 of these Terms and Conditions, the following shall apply: (1) such dispute shall be governed by, and shall be construed in accordance with, the laws of the State of Texas, United States of America, excluding (a) conflicts of laws rules, and (b) the United Nations’ Convention on Contracts for the International Sale of Goods, (2) the parties shall endeavor to resolve amicably any and all such disputes arising under or in connection with these Terms and Conditions, including but not limited to their interpretation, validity, and the performance hereunder, (3) any dispute between the parties relating to the validity, performance, interpretation or construction of these Terms and Conditions that cannot be resolved amicably between the parties shall be submitted to the exclusive jurisdiction of the state or federal courts located in Harris County, Texas, and (4) each party to this Agreement irrevocably submits to the personal jurisdiction of the courts in Texas for the resolution of all such disputes and agrees that venue shall be proper in Harris County, Texas.
7.13 The parties are independent contractors. Neither your involvement in the Program, nor these Terms and Conditions operate to create any agency, employment, partnership, joint venture, franchise or other similar or special relationship between the parties, and nothing contained in these Terms and Conditions shall be construed to make either party an agent, partner, representative or principal of the other for any purpose. Neither party will have the right or authority to assume or create any obligations or to make any representations, warranties or commitments on behalf of the other party, whether express or implied, or to bind the other party in any respect whatsoever.
7.14 Neither party shall be liable to the other party for any delay or omission in the performance of any obligation under these Terms and Conditions, other than the obligation to pay monies, where the delay or omission is due to any cause or condition beyond the reasonable control of the party obliged to perform, including, but not limited to, strikes or other labor difficulties, acts of God, severe weather events, acts of government, including with respect to the refusal to issue necessary import or export licenses, war, riots, embargoes, or inability to obtain supplies (“Force Majeure”). If Force Majeure prevents or delays the performance by a party of any obligation under these Terms and Conditions, then the party claiming Force Majeure shall promptly notify the other party thereof in writing.
7.15 The waiver by either party of a breach, default, or right in any of the provisions of these Terms and Conditions by the other party shall not be construed as a waiver of any succeeding breach, default, or right of the same or other provisions.
7.16 The headings and captions contained in this Agreement are for reference purposes only and are not intended to affect the meaning or interpretation of this Agreement.